


Warming Up on a cold Winter Night

by ThePlayer1Company



Category: RWBY
Genre: Age Regression/De-Aging, Arc Cock, Emotional Sex, F/M, Large Cock, Light Dom/sub, Older Woman/Younger Man, Sex Magic, Sharing Body Heat, Switching, Temperature Play, Thick Women, hints of raceplay
Language: English
Status: Completed
Published: 2020-01-07
Updated: 2020-01-07
Packaged: 2021-02-27 15:02:20
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 1
Words: 15,754
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/22159036
Author URL: https://archiveofourown.org/users/ThePlayer1Company/pseuds/ThePlayer1Company
Summary: In the middle of the night in Argus, Jaune Arc gets a rude awakening by Maria Calavera. The often crude woman jokingly dismisses the huge tent in his sheets and offers to give him a training lesson from an old master of combat. Agreeing, Jaune is treated to a brief battle and impresses Maria a bit with his sheer physical might. The two start talking and emotions begin to rise, especially with Jaune's brief, but bloodstained history as a Hunter Trainee. Maria decides to comfort the young, tense, pent up warrior by revealing a secret of her own, one she's kept for thirty years, and one that Jaune will enjoy greatly.
Relationships: Jaune Arc/Maria Calavera
Comments: 6
Kudos: 49





	Warming Up on a cold Winter Night

Jaune awoke with a start, feeling a hard, heavy thump on his head, “Wake up Tall, Blonde, and Stupid.” the words pierced the half-asleep haze he was in.

Smacking his lips a couple times to get them ready to make words, Jaune replied, “Maria, what the hell? Is something wrong?” his aura flashed over his body and he took a deep breath, invigorated to a mostly-functioning state by the energizing effect of his semblance.

The elderly woman snorted derisively and prepared to hit the boy over the head again to knock his senses back into him, when his piercing blue eyes popped open, locking onto the biomechanical goggles she wore, and his hand shot out to block her hit. Satisfied, she lowered her cane and replied, “Yes, you’re still a flailing idiot when it comes to fighting. From what my fellow silver-eyes told me, you’re used to training late at night, so why did it take you fifteen seconds to awaken to a functional level?” she asked in her usual nonchalant tone, poking him on the forehead with the skull on her cane.

Jaune let out a sigh as he sat up, “Haven’t done the late night training in months and months, Maria.” he realized something felt off. His arms were feeling the chilly air of the room, but his legs were warm, warmer than they should have been, even with his blanket. It felt like somehow a very large amount of warmth had pooled in his lower body, centered around his-

He instantly realized what was going on when he turned his head and came face to face with the tent he was pitching with his blanket. Gasping, he quickly pushed it down, “GAH! Oh my dust I’m SO sorry Maria.” his cheeks felt like they would catch fire with the blazing blush that now covered them

Another snort, but this time one of comedic enjoyment, and a sharp laugh hit Jaune’s ears, sending a mix of relief and confusion into his not-fully-awake mind, “Relax, boy, it’s just a penis. I’ve seen many in my time. None as big as that, though, at least not on anything short of a bull, horse, or donkey faunus, but I digress. Either use your willpower to make that thing to go down, or give it a quick rub. Don’t keep me waiting, though~, I’m going to give you a very important training session.” she sounded almost coy as she turned and started walking away, her steps quiet but the taps of her cane on the floor audible.

Jaune blushed even further, and took a few deep breaths, speaking up before she left the room, “It’ll take too long if I try to rub one out. I’ll just do my best to ignore it.”

Maria hummed as she left the room, giving a laugh as if to say ‘Don’t try to fool me, boy.’ but still having the tact to let the young knight get dressed in peace. As she crossed the doorway, though, she let out a fake cough.

Jaune shivered a bit as his cock flexed, seeming to want to resist going down at first for the sake of his warmth and his health, as the chilly air in the room suddenly formed a breeze that flowed through his thick boxers and made his ballsack tense up. He did his best to ignore all of it as he got dressed, carefully sliding his cock into his jeans as it started to relax a bit. When it was safely out of the way, he put on his armor and Crocea Mors, and made his way down the hall and outside as quietly as he could so as to not disturb the others.

Thankfully, there was a decent area to train at near his sister’s house on the edge of town, one that was far enough away that the sounds of melee combat wouldn’t disturb even the guards on the walls of the city.

Maria stood ready at the opposite end of the clearing, speaking loudly and clearly as Jaune crossed the threshold of the brush, “Let’s just jump right into it, shall we? Do not look at me like a decrepit old woman. Look at me like a small, experienced, and deadly assassin working for Salem. You are the only one who can prevent me from murdering all your friends in their sleep. Now come strike me down. We’ll see how long it takes you to land… hmmm… let’s say 10 hits.”

Jaune looked unsure as he drew his sword and shield, “I’m… not sure if I’m comfortable doing this kind of training exercise, Maria.”

Maria sneered and drew closer, “Is it because I’m an ugly old hag far past my prime and you don’t think I could do it? Or because you honestly didn’t think about the possibility of some assassin of Salem following after us and sneaking in to kill everyone?” she prepared to strike Jaune in the leg.

Jaune countered with a swift, low parry with his sword, deflecting the blow from Maria’s cane and jumping back, “You’re not ugly, Maria. In a weird way you’re actually kind of cute, even with the uh…” he gestured around his eyes, “... goggles… As for past your prime? That doesn’t mean you can’t still kill me friends. I’m just uncomfortable with trying to attack and hurt you like you’re an enemy.”

Maria cracked her neck and stood up a little straighter, “If I was a younger woman I’d blush at your calling me cute. Right now, though? I’m just trying to gauge your skills better and see how well you fight on very limited sleep.” she went at him at a greater speed than he was expecting, knocking his leg from under him with a swift blow.

Jaune hissed from the sudden, if light pain of the blow and rolled out of the way before Maria could bash him in the face. He quickly jumped to his feet and knelt with a low, wide-stanced downward strike. Maria had already been in position to block him, but his strength pushed the attack through, sending a slash that skidded off her still strong aura. The benefit of a ‘muscle’ that wasn’t physical was that it didn’t atrophy like a normal muscle, and so even at such an old age she was well-protected.

Maria grinned, “Good job boy! Even with an opponent with superior reflexes, you can still overpower their defense with your superior strength. That’s one strike, just nine more you have to make.” she moved back for a soft reset of their battle positions.

Unfortunately for Jaune, as the battle went on, it was clear that Maria had power to spare, as after the first strike her speed only increased, her defenses getting more solid, and each strike he managed afterwards only saw Maria ramping up her power output further. 

Jaune let out a battle cry as he put every bit of skill he had to get the tenth and final strike, ending up grabbing Maria by taking advantage of his much longer arms. He first yanked her club-like cane from her hand, then picked the small old woman up over his head, and finally slammed her into the ground as though she were a hammer and he a railroad worker.

Maria coughed hard as light blue energy shimmered around her body, “Ten hits, let me go.” she slapped his hand away the second his fingers released their grip, “By the gods, I haven’t had someone manhandle me like that in 25 years!” she joked, sitting up as the energy continued glowing around her, “You know how to use your physical advantages, _and_ think outside the box, boy, I’ll give you that. I’m actually a bit impressed.” 

Jaune felt pride swell up in his chest, only for the pressure release valve to get kicked wide open as only a few seconds later Maria tore into his performance, pointing out many flaws in significant detail. He knew he still had a good ways to go to reach the level of skill of a proper huntsman, but the way Maria dismantled him made him feel like he hadn’t made any progress at all.

However, at the very end, Maria added, “But, I see how you got into Beacon. You are a quick learner and grower, and in just a couple short years you’ve ascended to a level matching people who’ve already graduated, much like your friends. You have a long, loooong way to go to reach a skill level anywhere approaching how I was in my prime, or even the dusty young Qrow, but if you keep working your fine and firm little butt off, you’ll be a great huntsman one day.” she cleared her throat, “I’m only harsh because I care to make certain that you all don’t make the same mistakes I did, like wandering aimlessly away from danger for thirty years.”

Jaune sighed as he sat on the ground, then perked up, catching a detail in Maria’s choice of words, “Thirty years? But you said you were in your eighties, and that you lost your eyes in your early thirties.”

“Ah mierda.” the hunched woman cursed under her breath, “I meant since I was thirty.” she saw the extremely skeptical look on Jaune’s face and walked a few paces away, “Damn kids these days, catching the fine details too easily. Back when I was young, we were dumb and happy. Now you’ve grown up way too fast and have already hit your smart, skeptical, and cynical years.” she looked back at him, focusing her mechanical cyan eyes on Jaune’s steely blues, “Alright, alright, I’ll tell you what. You look like the kind of person who could, in fact, keep a secret to save their life, so I’ll spill the beans for you. Inside, where my weakened aura isn’t getting strained keeping these old bones from freezing to death.” she gestured for him to follow her as she hobbled back to the house.

Jaune was unsure where any of this was going, but the cold was starting to annoy him as well. Feeling a tad concerned for the woman, he reached out his hand and activated his semblance, an invisible connection forming as his white aura flowed into her dark blue, as well as sparked up some bright blue particles of frost from the glow, “That’s… new.”

Maria sighed, “ _That’s_ … (sigh), something you kids are putting on the back burner while you try to reconvene with your Atlas connections.” she brought up more particles of frost, forming a small skull out of ice, “As you know, your friend Ruby’s silver eyes do more than just look good. They’re especially dangerous to Grimm, as well as the four maidens. Well, I was the same way, since I also had silver eyes. However, after they were cut out of my head, that silver eye magic was lost, gone from my body along with the eyes.” she glanced around a bit, and decided to keep going, “However, about thirty years ago, I met a young girl who tried to help me, said she had obtained magical powers that could heal me. True to her word, she _did_ actually manage to heal me, restored my vision in a way, and I saw who she was.” she looked back at Jaune and smiled somberly, “Yes, I know you know where I’m going with this. I had been found by the clueless Winter Maiden, and I convinced the naive child to give me the powers. Technically, I killed her for her power, but if she consented to me taking them, then I can easily say they were willingly transferred to me. She was so young, so naive, she didn’t deserve to have to bear the burden of that kind of power. My eyes were restored to form, a gray color, and my youth was, in a way, restored as well.” she stopped and coughed, gesturing for Jaune to open the gate they’d passed through on their way out of the city.

Jaune felt bad for having sympathy for Maria and not having had it for Ozpin, but he brushed the thought aside. He could sort his own feelings out later, right now he had a story to listen to.

Maria continued, droning on as the knight knew the elderly to do, “I wanted nothing more than to recapture my former glory, be young again and full of life and energy… as you’ve heard, the maiden powers have a way of reacting to your desires. ‘No two Winters are alike’, as Ozpin once said.” she smiled at him, and Jaune noticed that they passed right by his sister’s house, but Maria shushed him before he could even get his mouth all the way open to question it, “I’m still talking young man. Young, handsome man.” she let out a sound that Jaune couldn’t help but compare to a schoolgirl’s giggle, confusing him even more, “The maiden powers filled me with new energy, renewed life and vigor, extending my lifespan retroactively with the legendary abilities they had. They also allowed me to use magic like that damned Fall woman.” she shook her head and tsked, “Damn shame that one… where was I? Oh yes. The magic of each of the maidens has some differences to them, just like each maiden power differs from itself in the form it took in reaction to the previous holder.” she sighed and straightened her stance a bit, “Like this, for example.”

Jaune looked up and saw that they had reached a random motel, which confused him further. Suddenly, the magical particles of frost blanketed the area, as Maria scanned the span of the open wall, before pausing, “Gotcha.” she giggled again, “That right there, I could sense the presence of life, and found an empty room. As you could guess, we won’t be returning to your sister’s home tonight, and we won’t be paying for this room.”

Though Jaune was usually not too opposed to doing some bad in the name of good, he failed to find a positive side or hidden nugget of nobility in their current course of action, “Won’t it be apparent that something’s wrong when management finds out someone broke into a room?” he followed at a faster pace as Maria sped up, seeming to speed up from a hobble to a scurry, like a rat on the prowl for food.

“We didn’t break in, young man, I have the key right here.” she gave a shhh gesture as a blue key formed in her hand, sliding into the lock on the door and forming to the shape of its actual key, in a way picking it with magic, “See? If we have the key, then this must be the room we’re allowed to be in.” she said nonchalantly, brushing off the casual criminal act as she stepped inside and clapped her hands.

Jaune shuddered in agony as a wave of blue fog seemed to rush past him, leaving the room at a toasty temperature, which the just-activated air conditioner would be maintaining for the two of them.

Maria sighed, “I’ve been watching you for a while. You have your own ghosts, your own scars. You’ve lost love, haven’t you?” she stared at him with the most rectangular look her lens shutters could make, blocky and square and unrelenting in their questioning glow.

Jaune took in a deep breath, and began his own story, spilling his guts to the oftentimes frivolous-seeming old woman, and to his surprise she listened intently, drinking in every word, even removing her goggles as the skin on her face tightened and she looked at him with dull, lifeless-looking gray eyes. He was surprised by the sight at first, then realized that the healing must have regenerated her eyes, and she probably needed to goggles to enhance her poor vision.

Seeming moved by his words, Maria smiled at him, “You’re insane, and insanely brave. Courage and conviction must run through your veins instead of blood, because at least blood would carry oxygen to your brain and give you the intelligence to realize how stupid you were… but I’m glad it didn’t, actually. That was a fine story, Jaune.” she set down her cane and removed her cape, “Now, I’d like you to close your eyes for a minute.” she saw his skeptical look, “I’m not gonna beat you over the head for being stupid, boy. That’d be a pointless endeavor anyways. Now close your eyes. Close ‘em.” she gestured at him insistently, “And while you’re at it, go ahead and turn around too.” she waited, and only continued speaking when he had turned his broad, muscular back to her and had his eyes firmly shut.

Jaune heard the rustling of cloth as Maria spoke in a louder voice than before, “It’s very sad that someone so young has had to deal with so much hardship. Life… it’s precious, and... it’s something to be protected. You understand that, have understood it since your childhood. I could hear it in your voice, see it in your eyes, read it from your shoulders, back, belly, and every other part of your body. Everything about you told me that you are a truly _good_ man. You have the heart of a hero and the determination to succeed against all odds. You warm my old, cold heart, Jaune Arc.” there was a rushing sound of some windy, icy magic being used, and Maria’s voice suddenly sounded smoother, “And other parts of me as well. You see, the Winter Maiden’s powers can imitate death, and that includes things in death’s proximity. What I said earlier, about it ‘retroactively increasing my lifespan’, I wasn’t joking. It restored my youth long ago.”

Her words became warmer, almost… sultry, hitting chords in Jaune’s being that had him clenching his fists in some undeterminable emotional heat.

“It’s heartbreaking that such a bright and powerful light like Pyrrha’s was snuffed out far before its time. It’s reassuring, however, that you have pushed on past it. Pyrrha was but an innocent, skinny puppy, Jaune… but you deserve better.”

Jaune gulped, “What do you mean?”

Maria’s smile could be heard in her words, “Open your eyes, turn around, and witness me...”

  
He did so, and his eyes locked on a sight he absolutely did no expect. Sitting on the edge of the bed was not Maria, but a young-but-mature looking woman who looked like she stepped straight out of a hentai. Her skin was flawless, creamy-looking, and colored like dark-ish caramel. Her hair was silver in color and made up of ass-length messy locks, similar to Yang's golden locks. Her eyes were a soft, warm gray, with lightly hearted pupils. Her massive breasts, which looked as big as her head, were covered by an off-white t-shirt that showed her collar bone and had soft pink words on it, reading 'Fuck My Ass' with an outline of a heart for punctuation. Her slender shoulders and smooth arms ended in soft-looking hands. Her large, soft-looking ass was held up in brown short-shorts, leading to thick, soft thighs, smooth shins, and petite feet.   
  


The beautiful woman smiled, opening her mouth and continuing, “... Because I am an experienced, voluptuous bitch.” she grinned at him widely, showing flawless white teeth, before laughing like a madwoman, the same way he knew Maria usually did when she found something _really_ funny, and to her, the blond young man’s reaction was absolutely _hilarious!_

The young knight felt so, _so_ very confused and aroused, his gut clenching as his pants became painfully tight, and his stomach prepared to release it’s contents, “You, I, that, what? How? You were like, half this height, and had nothing that could be called a curve, unless you count your hunched back.” he gesticulated wildly in her direction, “I mean, you’re very beautiful, a-and as you said, very voluptuous. I just… I can’t help but think this is some kind of prank, some illusion or even a hallucination caused by my wet dream I was in the middle of before you woke me up earlier. Am I still dreaming? Is that what this is?” he looked lost, and even a bit afraid, as his eyes unwittingly roamed her smooth, caramel-colored body, tracing her curves with a primal lust he was desperately trying to suppress.

Maria fluttered her eyes girlishly and pushed out her chest, her massive breasts wobbling in her shirt, the garment’s obscene message speaking into the hormonal teen’s mind, “You’re very much awake, Jaune, and your eyes don’t deceive you either. It’s me, Maria Calavera, the _real_ me, the me that was physically enhanced after receiving the powers of the Winter Maiden. My wish for youth and liveliness far removed my physical form from the state of death and the states preceding it, invigorating my body in a similar manner that I’d imagine the Summer Maiden could do to herself. When I was _actually_ this young, chronologically speaking, I had a nice, tight, lithe and supple body, that could move with strength and explosiveness like that of a locked and loaded weapon. What I got was the maiden powers’ interpretation of a prime young woman, which is this soft, squishy, sensitive, and oh-so-curvaceous body that produces hormones like a factory machine. Unfortunately it produces WAY too much for an 84-year-old woman to handle all on her own. Fortunately, with how youthful-yet-mature and sexually appealing my body is, it’s been insanely easy to _get help_ , seducing many men for nights fun. I rarely use the active powers except to disguise myself when I don’t want to draw attention, transforming into the disguise form of an elderly woman hunched over under the weight of her many years. However, for the real me, the opposite is the truth. I hadn’t felt so pleasant, upbeat, and happy in all my life leading up to gaining these powers.”

Jaune gulped, “So… you’ve been going around, drifting from town to town, giving random men the night of their lives, only to leave in the morning and do it all over again?” he asked hesitantly, unsure how he should react. His mind told him to reject her apparent advances because of how wrong all of this was, but his body told him to word his responses so as to maximize the chance that she’d warm his bed on this cold winter night.

“I know that look. I’ve lied to a few men, said my semblance was unending youth and I was actually 80. It’s actually summed up in a song.” she cleared her throat, “My miiind’s tellin’ me noooo~.... But my BODY!” she stood up, gesturing like she was holding a microphone, “MY BODYYYYYY IS TELLIN’ ME YEEE-EEE-EEEES~!” as she sang the line, she approached him, and when she got close she swooned, pretending to fall onto his muscular form, “But we can take a majority vote. My mind and body both vote yes, and your body votes yes. Your mind is outvoted 3-1.” she traced her fingers on his chest, making him realize that his armor had blown off like snow being swept up by gusting wind. A quick look around eased his worry, seeing that it was somehow laying by the wall.

Jaune gulped as he looked down at the beautiful, mature woman who had almost literally thrown herself at him, “I… I think my mind is starting to change its vote, Maria.” he looked at her as her heart-pupiled eyes gazed at him with admiring lust, “I… I just need to know something… if we do this, and we fall asleep after sharing this passion… will you be there when I wake up?”

The dark-skinned beauty giggled with glee, “I’ll be the one to wake you up. Your friends and sister will be unreasonably worried if they wake up to find we’re both gone.” she snorted a laugh, “I doubt they’ll care much about me, besides Ruby, but you? You’ll be missed dearly even if it’s only for a hotheaded half-hour.” she smiled at him, letting the logic and implications sort themselves out in his head, “So, what do you say, my handsome pale-white knight? Has your mind given in to the desire to spend some time with a thick brown bitch? I have to admit, you have all the physicality I like, and ever since losing my eyes and then regaining them, I’ve cherished nice visuals like they were the very air I need to live.” she gently gripped his jawline and turned his head, “Yes, yes, pale and contrasting my skin, _abuelita liiikes~_.” she purred lustfully, releasing his face and gripping the back of his head, pulling him into a searing hot kiss.

Jaune moaned into Maria’s mouth as she gave him little time to get into the kiss before introducing her tongue into the fray, making the knight moan louder, as she gently pulled him towards the bed.

With a soft push, Maria sent the tall blonde tumbling down onto the bed, and she immediately hopped on top of him, straddling his lap as she resumed their suddenly broken kiss. With gravity’s assistance, her great globes of boobflesh were squished firmly against her newest partner’s firm, powerful pecs. She broke the kiss for a moment, rubbing her hands up and down his thick arms admiringly, “If you focus closely, you can feel how my heartbeat rings my tits like they were big, beautiful bronze bells.” she advised, before once again smothering his lips with her own, wanting to immerse him in the pleasure as much as possible.

Jaune focused on all the sensations he was experiencing. Maria’s soft lips pressed against his, the dance their tongues were doing, the way she was caressing his biceps, the way her wide hips were rocking back and forth on his lap, her fat brown ass and thick thighs rubbing on his lap and riling him up so badly he thought his cock might tear straight through his jeans and shove itself into her shorts. Somehow, he managed to block all that out for a bit to focus on their chests, and found that he could in fact feel Maria’s pounding heartbeat through the her pillowy melons that were oh-so-wonderfully squished against his hard pecs. The pace of her heart told him that she was enjoying what she was doing to him as much as he was.

Maria took one of his pinned hands and moved it to her ass, moaning, “Mmmmm, yeeessss, grope my nice thick ass, Jaune. Feel the ass of a true woman in your hands. I wasn’t lying when I said that nobody had manhandled me like you did in decades~.” she sat up and brushed his hoodie and undershirt off like powdered snow, the garments reforming a few feet away, as she drank in the sight of the blonde’s incredibly chiseled torso, “Your chest and abs are as beautiful as they probably are brutally powerful. I feel like I only felt a significant fraction of your strength in our fight, but not the full force.” she licked her lips, “I’ll explain very nice and clear to you what I want, okay? That’s a benefit of making love to an older woman, they skip past the guesswork.” she licked his neck and moved down, biting his left nipple a little, “I’m going to hold control over the pace, position, and penetration for this first round, some gentle domination to let you warm up and learn how I want to go at this, while I ask some questions here and there to get a feel for your preferences too, and to break the ice. Then, after round one, and some recovery, I’ll let _you_ dominate _me,_ taking control and _fucking_ me with as _much_ power and ferocity as you want. You’ll be giving me what I like, _how you like_ , while you hopefully remember to ask a couple questions here and there as you’re going along. The questions, and the honest answers to them, allow us to make sure we don’t do anything the other person doesn’t like or want to do. If we follow those nice simple rules, then we’ll both be happy and cumming ourselves braindead in no time. Does that all sound fair?”

Jaune nodded, having moved his other hand to her ass, “Th-that sounds f-fair, M-maria. G-goooooodddds you feel sooooo g-good on me.” he grunted and thrust into her crotch, eager to continue but blocked by their clothing.

Maria grabbed his hands quickly, “Don’t go ripping clothes, stud, we still need them in the morning. Allow me.” she flexed her ass in Jaune’s hands, lifting herself up and using her ‘snow dismissal’ ability to kick off Jaune’s pants, boots, and socks all in one go, releasing the spell as they got to enjoy the sensual pleasure of their bare legs rubbing against each other and entwining with their growing passion.

Doing as she said she would, Maria took Jaune’s right hand, knowing it to be the dominant one, and moved it down from her thick ass to between her thick thighs, letting him feel how wet she had become through her shorts. Feeling that, there was a sudden meaty _slap_ sound that rang out.

Maria moaned out loud not only at Jaune’s inquisitive touching, but also the moment his cock, now unsuppressed by his tight jeans, flexed powerfully, fully erect and rising up to slap against her warm, soft ass. She turned her head to get a proper look at it, and was thoroughly impressed. Most women would call it obscene and grotesquely over-sized, but Maria saw it as gorgeous and wonderfully enormous, looking far beyond a foot long, and visibly thicker than her arm, “I’m glad to see you have more than one ‘greatsword’, Jaune~.” she complimented as she brushed her fingers against it, “I have the perfect sheathe for it. If you’re wondering which hole will be it’s sheathe, here’s a hint.” she sat up, lightly sandwiching the girthy cock between the lovely maximus of her gluteus, making Jaune moan as his eyes were directed from her crotch, dusted with a light powdering of white fuzzy hair, up to her shirt, still plainly stating her anal desires, “We’ll be indulging my shirt’s message in round two. I’ve found that letting men take control and allowing them to use that control to dominate and fuck my ass, _drastically_ increases the power and enthusiasm they put into it, and is the best above all other options.” she rubbed her fingers into the crevices of his abs as she lifted herself up, “I’ll also allow you to yank the shirt off me so you can have full access to these lovely creamy caramel tits of mine the moment you’re allowed to control the action. _Yank_ it off, not _rip_ it off. Again, we have to get dressed in the morning.”

Jaune nodded as he continued rubbing her ass with one hand, rubbing her pussy with the other. He wasn’t exactly very, or _at all_ experienced with _actual_ sex, really, so he just followed his instinct of keeping up with doing what was already working already. His gaze continually bobbed up and down Maria’s beautiful body, still a bit blown away that such a young, thick, sexy figure was magically hidden inside some kind of disguising transformed body, and said body was an old, hobbling woman with a cane and a hunched back.

Suddenly, Maria lifted herself up, “Question, how do you feel about the idea of fucking a woman while she still has her clothes on?” she asked in a lightly teasing tone, rubbing her smooth, light-roast rump on the shuddering grapevine that was his very large, _extremely_ life-filled cock. Her eyes glimmered with wintry magic as she looked into his slightly clouding royal blues.

While normally quick to think on his feet, Jaune was currently on his back and had lost over half his normally assigned brain blood to his raging erection. To put it into words, it was not the barely-stimulated pleasure, nor the nebulous and heady arousal, but the sheer amount of thick, visceral _horniness_ he was feeling, that was driving him mad. He felt that if something didn’t get shoved onto his throbbing cock in the next ten seconds, he would lose the ability to comply with Maria’s rules, and so he answered, “I don’t care I just want to fffffuuuuuuuuuuuuck~!” his words were warped as he groaned like a dying bear from a sudden surge of pleasure-shock through his cock, as Maria almost fully stood up to get herself fully over his cock, pulled the crotch of her shorts aside to make way for the insertion, and plunged down onto him, impaling herself and feeling full only halfway down his shaft. 

The older, somewhat domineering woman was in a matching but opposite state of cock-induced pleasure-shock, as she accidentally began slowly sliding down the lower half of the massive Arc Cock. She wasn’t sure if it was his length, his girth, or her recent dry spell, but she felt fuller than she could recall ever feeling before. Still, she had to keep up her controlling act, and gathered her words together, “The extra friction from sliding against the clothes turns some men on. It also gives extra strength to the sensation of conquering a beautiful maiden~. It also _also_ makes them feel like they’re fucking me deeper than they actually are. Though YOU, Arc? Even with it, you actually _are_ sooooo deeeeeep~!” her eyes squeezed shut as her insides pulsed, throbbed, and shuddered, slowly adjusting to having such a massive pillar of man-meat filling her up. It made her feel like if she didn’t adjust her position to ease the pressure, then she would burst like a balloon.

Jaune’s legs tensed as his instincts told him to thrust up into the beautiful woman straddling him, but he clamped down on those desires, letting Maria have her fun and teach him her rhythms and wants. It was frustrating, holding back, especially with the invigorating, empowering praise of having been told he was good at manhandling her and tossing her around. As much as he wanted to flip their position right now, slam the plump cougar onto the mattress and fuck her so hard the springs would buckle and break under the force, he held back, knowing he would get his chance after a while.

Maria leaned down, kissing Jaune’s neck, “The neck can be quite erogenous with the right touch. Sometimes a few kisses are all that’s needed to make your partner’s toes curl~.” she smirked as her enhanced senses told her exactly what she wanted to know, that the reaction she was describing was happening to Jaune as she spoke.

A grunt and a huff burst from Jaune’s lips as his jaw tensed, while his legs straightened out like wooden beams, as he tried not to thrust up into Maria. It felt like she was just testing him, teasing him and driving him mad, wanting him to make a mistake so she’d have an excuse to use her powers in some weird way to retaliate. He wouldn’t budge, though, he wouldn’t give in. He would lay there and let her do her thing, and _earn_ the right to pound her ass into oblivion afterwards.

Seeing his expression, and with her magic-enhanced semblance giving her a reading on his thoughts and emotions, the older woman giggled dismissively, yet lightheartedly. Her lips spread wide in an encouraging smile as she slowly bounced atop him, ready to start having sex for _real_ now that her insides had adjusted enough to go forward, “Relax, young stud. I’m here to have fun, and I don’t have fun with weird punishments like some freak who does BSDM or whatever it’s called. Nice, normal- _ish_ sex with mutual encouragement and enjoyment is my preference. I won’t say I’m vanilla, because I _do_ have extra bits I prefer, but nothing so extreme as chains and car batteries or what have you.” she laughed a bit more, shaking her head at the mental image, then throwing it back to moan as she increased the height of her bouncing. She thought maybe the driving factor for why this felt so much better than she could remember was the feeling of friction from the knight’s veiny cock rubbing every little nook and cranny inside her. 

Jaune sighed and began to relax, trusting the sexy cougar as she started to move on him. His body, which had nearly felt like solid steel from how tense he was, now felt like a warm, fleshy wrestling mattress to the woman riding him. Quite firm, but not solid, it had enough give to take the edge off the impact but not enough give to make it not hurt, or in this case enough give to feel like she wasn’t riding a heated dildo on the floor but not enough give that she felt the man under her was a soft-skinned weakling.

Still, he needed a bit of encouragement. She bit her lip, feeling that she may have messed up her instructions at some point, and quickly thought about how to course-correct, “You know, as much as men don’t like when a woman just lays there, limp as a dead fish, the same is true for women who don’t want to ride a man who lays there stiff as a board when he could be doing _something_. Just go-” she bounced a foot into the air with the sudden force of Jaune’s hips thrusting upwards, “-EASY! Easy easy easy! Ay yi yi! Not so rough! I might be an experienced cock-jockey, but I didn’t sign up for an unruly bronco! You must be quite painfully aroused and pent up, to act so brashly.” she sucked in a breath as she relaxed once more, “Let me adjust a bit more, chico.” she chided, stroking one smooth finger along his jawline, “With a cock this big, you’ll hurt even a thick bitch like me if you go so rough before I can adjust to your size. You don’t want to hurt me, do you?” she pouted at him coyly, eyes shimmering as though she would cry if he did anything but apologize.

And apologize he did, “Ah, I’m sorry Maria. I didn’t mean it. I just… you’re right, I’m really pent up, and all of this, seeing you, seeing your real body like this, it’s a major turn-on. I’ve never done this before, you see, so… I’m nervous.” he looked away from her in shame, “I know you’ve had way better, I’m sorry if I can’t measure up…”

Bracing himself, the blonde was surprised to hear the mature woman clicking her tongue at him, “Tsk tsk tsk, you measure up just fine. You’re a nervous virgin, I can definitely cut you some slack. You don’t have to be the best I’ve had. Are you the biggest? You’re definitely top five, and those spots were held by exceptionally hung faunus men who had big dick genes from their animal sides. You’re matching them easily, and you’re totally human. I’ve had a dry spell in recent… many months, so I can’t even remember how long it’s been since I’ve been this full~.” she cooed and shook her hips a bit, rubbing his cock back and forth on the walls of her womb, “I’m feeling ready to take it more, though. _But_ , you can’t just pound me full force without warning, you’ll break my pelvis doing that. A nice, even pace is best for building up to the later stuff. Push in, pull out, in, out, in, out, each motion should take about one second. If it helps, imagine a church bell, every time it rings you should be ringing my womb with the head of your cock, and keeping that pace steady. Now try that.” she lifted up, giving herself some reprieve from the almost oppressive fullness in her belly, and began helping Jaune learn to not overwhelm his partner.

Being a quick learner, Jaune’s blue eyes gazed into the still hearted pupils of Maria’s grays as she jiggled and bounced with each slow, but firm upwards thrust he gave her. His hands were placed on her hips so he could better control his pace and depth, taking a second with each motion like she said, and using about 3 or 4 of his inches. In a little over a minute, his thrusts were getting moans out of the brown beauty, like bubbles knocked to the surface of a shaken soda.

After a few minutes of the slow, steady rhythm, Maria felt that Jaune had released enough of his nervous sexual energy, and decided to move forward a bit, “Do you want me to lay down on top of you, or would you prefer I stay sitting up?”

Jaune’s answer wasn’t in words, but in actions, sliding his hands up to her middle back, and pulling her down onto him. He adjusted his grip so that his arms held her down while his hands stayed on her wide hips and round ass, as his pace hastened for a moment, then returned to normal. Just like with the pace, even if it was him that was actually holding her in the position, it was a position that Maria commanded to him, generously giving him a choice on the matter, but ultimately being the one to instigate the change.

Maria was surprised, as this was a rare mid-sex question to come up, and an even rarer answer to receive, but her body felt like there was a new wave of extra warmth dancing along her skin as Jaune’s embrace wrapped her up like a hug, holding her closely and intimately. Rewarding his sensual answer, she kissed him, resuming the lip-locking, tongue-tussling mesh of mouths from earlier. Tingles ran up her spine as Jaune hit a little deeper, “Mmmmmmm~.” she broke the kiss for a moment, speaking in slightly slurred words, “A little fashter. Three thrusts in faive seconds, not six.” she made him figure it out as she mashed her lips against his once more.

They both felt the strength of Jaune’s aura, and how it glowed not only around his body, but had moved up to coat her smooth skin, as though his soul were reaching out and protecting her like she was a defenseless maiden. Normally, she’d be pissed off about the insinuation, but she couldn’t bear to punish an impassioned virgin for his spirit acting on an unconscious thought, so she let it slide. Besides, the extra warmth was nice, and the way her ass tingled to his touch now was lovely as well.

After another while, Maria split the kiss again, “I prefer sitting up, though, or if I’m in this sort of body position, I’d like it better if you were behind me doing me doggy-style, rather than under me like the limp-necked horse to my cowgirl.” she sat up again, but Jaune followed her, sitting up as well, and adjusting his position to stay upright while keeping his pace, which this time slowed a bit before he managed to slide up to her entrance in an extra deep and hard thrust, before fixing his position and power, losing a couple inches of penetration but maintaining the speed and depth from before. 

Maria gasped in surprise, then ended up kissing Jaune again as he wrapped his arms around her back, pulling her into a sweet, sensual hug as he fucked her like she liked. However, her gasping and tensing didn’t cease and Jaune noticed she’d grown much tighter around him as her nails dug into his back, hitting aura. The blonde connected the dots and realized that during the switch in positions, Maria had been close to cumming, and their sudden shifting movements must have pushed her over the edge.

Hugging her tightly, Jaune’s instincts told him not to stop, to thrust through her orgasm to make it more intense and draw out as much pleasure as possible, as though her were smacking the bottom of a ketchup bottle to get more out.

Said smacks worked, as the soft meaty _slaps_ and _plaps_ of their fucking had a background acapello of Maria’s warbling, kiss-muffled moans of ecstasy. She eventually came down from it, reeling from the experience and panting, “How’d you know I wanted you to keep moving even when I’m cumming?” she asked, getting a shake of the head from Jaune as he grunted, “You didn’t know? Heh, you must be some kind of empath or natural breeder/fucker, then. Only explanation for it, and it accounts for this gut-busting bitch-breaker you call a cock. If I was a normal woman, and you were going anything like what you seemed to want to do earlier, you’d have not only broken open my insides, you’d have broken my whole damned body.” she laughed almost dreamily at the somewhat morbid thought, then brushed it aside and gazed into his eyes, “However, we still have some work to do. Seems you weren’t lying earlier, it’d take a while to rub one out, even using my nice wet pussy instead of your hand. Call me old fashioned, but I measure the rounds by my partner’s orgasm counter, and right now yours is still at a big fat zero. Let’s fix that, shall we?”

Jaune let out a ‘Whoa!’ as the devious mocha minx pinned his shoulders to the bed, “Now, I haven’t bothered reading your karma sutas or learning your azamon positions or what have you, but the raw sexual power of a voluptuous and highly experienced cock-jockey will bust even the toughest of nuts. My first orgasm is just a primer, getting ready to unleash the clear-coats while I work you up into whitewashing my insides.” she grinned at his minor confusion, “It’s a painting joke, darling.” her eyes widened, “Oh! You twitched awfully hard there. Was it because I called you ‘darling’? Oh! There it is again. Hahhhhh~.” her eyes went half-lidded, “You’re a very rare kind of stud, getting off to hearing me call you ‘darling’-OH! Hah, I bet you’re the kind who could attract and perfectly handle a harem, but would prefer monogamy, isn’t that right?” she kissed his neck, listening as he hissed out an agreement while trying to control his breathing now that she was giving his cock a good, fast, hard riding, “That’s what I thought. All the lingerie in the world can’t match up to a nice pretty white wedding dress in your mind, can it?” this time Jaune couldn’t control the tone of his noises to convey an answer, and just nodded as he held her close, “Even now, instead of squeezing my ass or groping my tits, you’re just holding me close so we keep going more and more. You don’t want to stop having sex, do you! Or would you prefer I say we’re ‘making love’. Hnnnnh~, yeah, you prefer it. You could smash my ass and fuck me hard for hours, but that gentle heart of yours tells you to be gentle and kind and give me enough to be pleasured, but not too much that it strains me. It’s actually… really sweet. Men like you are getting very rare, with how dark the world is. I’m glad to have found you, _darling~_.” she felt Jaune suddenly give a powerful thrust into the back of her womb, eliciting a squeal from her lips as her second orgasm snuck up on her and bashed her in the back of the head with a club.

It was an unknown number of seconds later, when the white-haired woman woke up to the sound of, “Maria? Maria are you alright? Maria!” his words were filled with worry for her health and safety, and he’d even completely stopped thrusting seemingly the second she blacked out.

Energy filled her up again, along with the warmth of the knight’s white-hot aura, the winter maiden smiled, “I’m fine, more than fine. You’re more than fine too. You’re just so sweet and courteous. When you saw that my lowered constitution led me to fucking myself on your cock until I fainted, you could have just ignored it and kept going, but you stopped and tried to make sure I was alright. Yes, yes you’re more than fine, you’re amazing!” she kissed him as she felt the exercise-like burn of the back end of her orgasm still buzzing through her crotch, hips, ass, and thighs as she kept riding him, “I would have stayed awake there if I’d kept my aura up, but a little off and on again helped me clear my head a bit, made me realize what I have to do to get you to cum.” she smirked a bit, giving her blonde partner a smug look, “As inexperienced as you are, I can read you openly, with the way you wear your heart on your sleeve. You won’t cum until I beg you to, is that it? Then do as I say, as I _plead_ from you, you horse-like stud! Cum! Cum for me! Let go of all that stress and let go of your load! Shoot it all into my thirsty womb! Fill this _café_ hole with your hot _crema_ and make me into a frappajappajooza or whatever you kids drink nowadays instead of coffee!” she bit her lip as she realized she got off track for a second.

Jaune didn’t seem to mind at all, grunting as he thrust into her, following her commands. He tried his best to let go, but found himself unable to just yet, like he was running along the edge of the orgasm cliff, but he couldn’t yet get himself to jump off it.

Maria saw the conflict on the young stud’s face and thought of a change of tactics, ‘brushing off’ her shorts, revealing that she had not been wearing a single thread of panties the entire time, “Cum inside me, Jaune!” she called out his name, “Grab my big round ass and _pound me deep_ !” she sucked in a breath as she mentally prepared to say the next line, “Consummate our marriage, _darling_ , and _put a baby in me!_ ” 

Jaune’s eyes went wide, and his control over his urges snapped like frail ropes. A white shine covered his body as pulsations rocked through his aura, his body exploding upwards and grabbing Maria’s beautiful body, pinning her to the mattress, and thrusting into her as deep as he could, feeling her legs wrap around his waist as he went one, two, three strikes of his cock against the back of her womb, and _out_ came a flood of hot, thick, creamy, sticky, _powerful_ semen that hit her baby-balloon like a sucker punch, his body’s strength enhanced by his semblance reverberating through his aura and amplifying itself and his aura over again, which it had done a couple of times over to give him this surge of power.

Maria screamed his name as she felt his enhanced strength directly, as instead of a water hose squirting her full, his enhanced strength made each blast of cum shoot out with the force of a cannon, making her feel like she was going to get torn apart before the grotesquely erotic _splashing_ of the virile goo against the back wall of her womb sent it flowing throughout her bulging birth canal, a furious flow filling her baby-balloon like an actual balloon, making her stomach swell up as though she was already ready to give birth.

Finally, their cries of simultaneous orgasmic pleasure died down, and they kissed deeply like long-time lovers. For a long, precious moment, Maria almost believed her own passionate coercing words to feed her partner’s fantasy, and she actually felt warmer, and safe in his arms, the arms of her strong, kind, hung _husband_.

Jaune panted as he pulled away from the kiss after what felt like half an hour, but was probably no more than ten minutes, “Ah, haaaa, haha…… s-sorry for breaking pace, Maria.” even now, after blowing the biggest load of his life, he had her wants in mind and feared the thought of disappointing her.

Maria kissed him for a few searing seconds, burning away that niggling little thought like brush in a fire, “It’s alright. I lost control as well, near the end. I apologize for pushing your buttons just to get you to blow your load, I just wanted you to release, and I may have gotten a bit carried away…” now it was her turn to feel sorry, to fear the disappointment of her partner.

Jaune chuckled and smiled, “It’s alright. I know it wasn’t real, it was just a fantasy. A nice fantasy, but still a fantasy.” he looked away as he kept panting, trying to ignore the pain in his chest as he tried to dismiss the thoughts.

The mature woman placed her smooth hands on Jaune’s broad shoulders, giving them a soft squeeze, “Look at me.” she gazed into his eyes, the windows to his soul, seeing how bright and pure it was. It had been chipped and scuffed by the cruel world, but it still held strong, “Do you see yourself getting to the end of your quest and getting to settle down to actually get married?”

Jaune sighed, chuckling lowly, “Do I expect it? Optimistically, yes. Do I want it? More than anything else. Do I feel like I’ll be that lucky? Not really.”

Maria felt the tone had shifted a bit too far, and backtracked, “We can talk about that later. Now, though? It’s your turn to take control of the pace, position, and penetration for round two, after some recovery.”

Jaune groaned softly as he pulled back, his cock a mess of mixed fluids, some of them glowing like the juice of a white glowstick, “If you need time to catch your breath, I can wait.” he said softly, giving a curious glance down to his cock, “That’s… new…” he said as he wiped off a bit of the glowing semen.

Suddenly, it began dispersing into a fine, energetic mist. Maria could hardly focus on the strange phenomenon, as she was in shock that even after cumming what felt like a gallon inside of her, his cock hadn’t softened in the slightest. She had _never_ seen _that_ before. Soon after, though, she felt like her insides were steaming and boiling, as they both saw that the glowing semen was showing through her stomach, and was also dispersing into a fine mist, which seemed to quickly infuse into her surrounding flesh and fill her with energy. Feeling like she had an answer, she offered it, “I think you pushing your semblance through yourself like you did, enhanced your body to the point of enhancing your semen output, and because of how that worked, it infused aura into your sperm. You’ve literally spurted out your semblance into me, and now it’s infusing into me and refilling my aura. I feel stronger now, thanks to all that thick semblance sperm.” she sighed peacefully as it also filled her with a comforting heat that pooled in the flesh around her womanhood

Jaune just shrugged, a bit weirded out, but happy that Maria was happy, “That makes sense.” he sat back and sighed, glad for all the cardio he’d done, as he had caught his breath already and was just waiting for Maria, not knowing that she was fine too.

Which was why he was a little surprised when she suddenly rolled over and got up onto her hands and knees, crawling towards him with a look of absolute desire and lust for him, like a sex slave approaching her master. He felt like she was the opposite of a prowling predator, a priestess of some religion to him, sacrificing herself to him in the name of sex, hanging onto even the words he hasn’t said yet. It was a bit overwhelming, but thankfully she spoke up before he felt that he had to, “I was expecting YOU to be the one to need to recharge. A vast majority of men do, between their orgasms. Those I’ve seen that don’t, haven’t ever done so after cumming _nearly_ as much as you just did, and no man has ever caught his breath like you have, usually because they’re recharging, or I’m in a state after round one where I can easily give them a nice mini-blowjob so they heave for this hoe.” she gave a sultry, almost husky laugh, “But? All that doesn’t matter. This is even better, because now I know you have energy to spare that you can use to control the situation with. Let’s move on to that, shall we~? I’m ready if you are~.” she trilled with a lustful smirk and the eyes of a confident whore, sitting up and shoving her maiden-enhanced melons in his face, “So why don’t we do what my shirt says, and you _fuck my ass~?_ ” lust-filled giggles bubbled from her throat as she grabbed the shirt and lifted it, pausing a moment to let those striking blue eyes feast on the sight of an enormous and very jiggly titty-drop, before she then threw the shirt off herself in an instant. She sat on her knees in front of him, naked as the day she was born, thick and wet as a raincloud, and willing to do just about anything, leaning in with inquisitive eyes and a lustful smirk as she placed a coaxing hand on his inner thigh, inches from his unwavering cock

Jaune put on his own lustful smirk, and leaned in, trailing tiny kisses along Maria’s lips, past her cheek, to her ear, whispering into it, “Question, do I _have_ to go straight to your _ass_ , or can I go another round in your sweet _pussy_.”

He saw brown turn to red as Maria’s face heated up, “My my, rare on rare, if you were a steak you’d still be a yet-slaughtered bull. Fitting with that bull of a cock you’ve got. Since this round is all about what _you_ want to do, _darling~_ , you can dive back into my womanhood at _any point_ . Just remember, though, that this round is about _you_ controlling the pace, position, and penetration. If you want to fuck my ass, you can. If you want me to wrap my tits around this beast, I’ll do it. If you just want to fuck my face, I’ll happily open my throat for you. Anything you want to do, I’ll do it… _almost_ anything, but still almost _anything._ ” 

Jaune’s hands tensed a bit, “So then... you don’t mind if I give you a bit of that ‘manhandling’ you were talking about earlier?” she shook her head with a lustful and encouraging smile, “Good.” showing off his strength, his arms struck like boas, constricting around the voluptuous woman’s thinner areas and picking her up, producing a _whump_ sound accompanied by a low mechanical groan from the bedsprings as she was softly slammed onto her back, her legs lifted up as though the knight was folding her in half. Jaune was surprised how expressive she was in this state, as he could easily see the change in her eyes at the moment she realized the sensation of her used pussy feeling like it was being pried back open for another round of use. He spoke with increased confidence, emboldened by the way things were going, “I don’t care if you’ve had sex ten-thousand times, Maria. I’m going to give it my all so that _this_ will be a night you’ll _never_ forget.” he reared his hips back, like cocking a gun, or gunning his cock, “And I _have_ read the ‘karma suta’ as you called it, and even if you won’t get pregnant, I’ll still give you a nice strong _mating press!”_ and with that, his cock came down like a missile, plunging back into her spasming folds with ease and squishing out a small explosion of leftover excess juices and semen. He felt his previous deposit all over his cock and having gotten some onto his balls and thighs, but didn’t mind it at all as he started at a much faster pace than before, using far longer strokes to take advantage of his cock’s prodigious size

Maria screamed in ecstasy, now finding herself being the one wanting to hold her partner close. Her mind ached for a measurement, something to hold onto with logic so that she could keep herself sane, like how she’d used 2-second thrust cycles as their pace before to keep a straight face even as her insides were being stretched and gaped with the mere presence of Jaune’s cock. She could not pinpoint his pacing past the pulses of pleasure that shot up her spine and straight into her brain, but she _could_ keep track of the breadth of his strokes by watching his hip’s movements, and found his thrust length to be averaging about a foot each time, with still enough inches cock beyond that point that she didn’t have to miss the first twelve in the very brief moment they were gone. 

Blow after blow struck the back of her used womb, with such vigor and work ethic that Maria imagined her body being some sort of Orgasm Mine, and Jaune a strong and dutiful worker _slamming_ his powerful ‘dickaxe’ _deep_ into her crevices, prying pleasure loose with each push and pull of the mighty tool.

The way her legs were held up and back, she felt vulnerable, a special kind of defenseless she didn’t mind at all. It wasn’t like the infuriating feeling of helplessness she usually complained about. No, it was as though the blonde stud forcing her legs back had caught the dial that controlled her sensitivity, and cranked it _all_ the way up, making her helpless at resisting having orgasm after orgasm. Every little rub of the bumps and veins on his cock were felt. Every last little bit of her spasming, squeezing womanhood was feeling like it was being ground into. Every last primal instinct in her mind told her that even if she was in her mid-80s, she was honestly starting to want to get pregnant from this, if only to know that this wasn’t the greatest wet dream of her long life.

Jaune whispered in her ear, but she could not make out his words until the third time he repeated himself and raised the volume, “Maria! Hey! I don’t know how I know, but I feel like I know that I can go more than just this round. Can I keep control or do you want to alternate who’s in charge?”

Maria’s tone was not one of answering, but her words were taken as one, “K-keep going! Don’t stop! Don’t ever stop! Fuck me! Fuck my pussy, you damn stud! Never stop fucking meee~!” she cried out as an orgasm as intense as the one that previous knocked her out suddenly struck her in the face, leaving her conscious but giving her a bit of an ahegao expression, her tongue lolling out and her eyes rolling up.

The blur in her vision that was Jaune’s face moved like he was saying something, but she couldn’t hear it over the ringing in her ears. A sigh of warm air blew over her face, and suddenly her lolling tongue was scooped up and plopped into her mouth, while Jaune’s lips locked with her own, pulling her mouth back into a more normal position as he kissed her and took up the role of being the gentle dom in their sultry tongue-dancing, leading the coupling and exploring her mouth, even experimentally shoving his tongue down her throat, but finding that what little pleasure it gave Maria didn’t seem to be worth the effort. 

Without a speed to keep time with, Maria lost track of how long the handsome stud had been pounding her, only that he was relentless and unwavering. Eventually, she managed to notice when he slowed down, and after swallowing some drool, she scraped her words together, “Why are you slowing down?”

Jaune grunted, “I’m close. F-fuck, I wanted to keep going, I don’t want to stop, but-” a finger pressed against his lips. It was supposed to be gentle, but Maria’s spasming body drastically reduced her dexterity.

The older woman smiled up at him, looking to him in this moment like a caramel angel, her beautiful face framed by pure white hair, her gray eyes shimmering with water and hearted pupils, and her smile was warm and pure, “Shhh, cum whenever you like. If you can keep going after, good. If not, that’s what recovery time is for. Don’t hold back for my sake, you feel absolutely amazing~.” less than a second later, the icy energy that had solidified her resolve and nerves to deliver that little rousing mini-speech was all used up, and she rapidly started melting back into her increasingly ahegao expression as she hugged him close.

She wished she could wrap her legs around Jaune’s waist to hold him close and make sure he came inside, but relinquishing the urge when he started using deeper, almost digging and scraping strokes. This new technique, probably something he was only confident trying because of all her encouragement, produced a small but delicious rub of his cock against the back of her womb each time it happened.

Taking control to ensure he could reach his climax, the knight spoke in a firm, commanding tone, “Say my name!”

Maria’s shot senses made her mind comply immediately, “JAUNE~!” she cried out

Jaune thrust again, hammering into her, “And who am I?!”

Maria’s arms tightened around his broad chest as she clawed at the aura protecting his back, “MY DARLING~!”

Jaune grunted as he thrust again, “And what do you want from me~?!”

Maria let out a _squeal_ of a bitch in heat, her face going almost full ahegao, “CUM! CUM INSIDE ME! CUM AS HARD AS YOU CAN, DARLING! FILL ME UP WITH YOUR SWEET SWEET CUM! MARK MY WOMB AS YOUR PROPERTY! MAKE ME YOURS! CUM INSIDE MEEEEEEEEE~!” she screamed in ecstasy as it felt like lightning was filling every nerve ending in her body.

Jaune roared as he thrust one final time, feeling like he was crushing her labia under the force of how deeply and powerfully he forced _every last inch_ of his cock into her, his massive balls feeling like they were shoved into her asscrack for more room. For the scantest second he thought that with how firmly he was pressed against the back of her womb, his cock might be plugged, but that thought was dismissed when his spasming balls tightened and the first giant spurt was release, stretching her womb a bit as it splattered all over. The second spurt followed in the first’s footsteps, and soon blast after blast of thick, potent cum was painting Maria’s insides.

Exactly as she said, Maria could feel Jaune’s powerful, _voluminous_ orgasm white-washing her womb. What felt like five whole minutes of that creamy, gooey, viscous life-giving semen pouring into her passed, and her sensations of pleasure grew almost agonizing, tearing at the trembling jelly her mind had turned into, her belly swelling up in size, looking large and soft and almost pregnant in its own right.

Finally, the monumental shared orgasm had passed, and the two were left panting and kissing for a little while. It was a slower, gentler kissing than before, feeling sweet and almost romantic. During this time, Jaune pulled out and laid his sloppily wet, but still very stiff cock on Maria’s soft, swollen belly, its still-hard weight lightly pressing some cum out of her. 

Getting an idea, Jaune slowly reared his hips back again, and lightly, gently pushed forwards, sliding between Maria’s thick asscheeks and pinpointing her tight, twitching hole after a short search. He pressed against it even as they were still catching their breaths and coming up to base level consciousness from the afterglow dive that followed their orgasmic high. The hole’s little twitches and spasms made it feel like the plump, yet firm pucker was kissing his cock, and though the entrance was a bit spongy and had some give, it was still a deliciously tight fit to enter, feeling like a soft, sweet fruit for his cock to devour, while ironically it was the one to devour his cock. 

The very moment that Maria opened her eyes to look to see if Jaune was ready to go another round, the sensation of him driving his cock forward in a firm, smooth thrust inside her ass was felt. She let out a breathy, guttural moan, as though Jaune’s cock sliding into her moistened asshole and smoothly sinking all the way into her anal depths was pushing out a ghost from her stomach. Much to the opposite of the exorcising moan, however, was the feeling of being possessed by her desires,.

Jaune was surprised when Maria’s soft panting breaths were suddenly replaced by loud moans and words of encouragement, begging him to treat her ass like a second, tighter pussy and fuck it until it was pregnant. He was surprised, but filled with great resolve, and pulled his hips back to drive his cock in again. 

Having been well lubricated by all the leaked juices and cum soaking onto and into it, Maria’s tight latina ass accepted his cock like a starving animal being given a huge piece of meat, gobbling it up with spasming motions with every push in, and resisting its departure and begging for it to stay with every pull out. 

While young, Jaune wasn’t stupid, and knew he had to be a great deal gentler with her ass unless it was really well lubricated. He managed to voice this concern to Maria through his grunts and over her ecstatic screams, and her reply was simple, “I’ll figure it out!” she nearly shouted as she returned to screaming.

After another minute or two, something changed. The wonderful warmth of Maria’s ass was replaced by an icy coldness, making them both wince in pain. However, it soon passed into a mild warmth as a flow of liquid slickened her anal passageway completely, feeling like her ass was just as sopping wet as her pussy. Jaune’s aura, glowing around his cock to protect it, soon had warmed the lubricating fluid back to the previous temperature inside the winter maiden’s ass, then his strength was enhanced once over. His speed and force pounding her ass increased as he knew, from what studying of sex he had done, that now with a smorgasbord of magical lube he could take full advantage of the durability of the anus and give Maria an even stronger pounding, putting almost all of his cock’s length into every thrust, and hitting her insides with all of his strength.

Maria screamed and cried tears of joy, going full ahegao and futilely clawing at Jaune’s back, only hitting aura as she clenched around him, her vulnerable asshole weak to the pleasure his textured cock was giving it. Some instinct in her, one she couldn’t recall feeling, had her slamming her fists into the mattress as Jaune held her tightly and started sucking on her plump tits. She realized that she was trying her hardest to hold on to active consciousness, and tried to suppress the urge. It worked only slightly, but as if sensing her distress, her _generous_ stud suddenly sucked both of her sensitive nipples into his mouth, then breathed his semblance into her body, making it feel like devious plants of hot lust were spreading their roots through her huge boobs, as her aura grew stronger.

Maria’s semblance, she was thankful for it, as with her Maiden powers, it had grown stronger, enhanced her senses to an insane and outright supernatural degree. Because of this, on top of the way that Jaune’s semblance enhanced her own, she knew she could withstand getting hit by her orgasms, and her mind complied with her wishes, fully letting go of her resistance and drifting into a state she hadn’t felt in… she couldn’t tell how long, but it had to be close to the time she began whoring.

Gone was the confident, experienced, conscientious super-cougar, and in her place was a young-feeling, invigorated slut who fully surrendered herself to the pleasure and enjoyed orgasm after orgasm, feeling like every thrust was manipulating a bungee cord, letting her fall over the edge of orgasm, then yanking her back up, only to let her plunge back in again. The sucking on her tits, the hug she gave him, the merciless ass-meat beating that Jaune’s hips gave her, it all combined to supercharge her with pleasure, and make her feel like being made young and loaded with hormones was the best thing to ever happen to her. She had never even associated the phrase ‘beating meat’ with anything other than male masturbation, yet here she was, an old dog, a _mature bitch_ , learning a new trick, that in this state of a big, _strong_ man, looming over her, _powerfully_ fucking her _fat, meaty ass_ , she could call it nothing less.

The only thing that dragged her out of this state, was the feeling of cum rocketing into her bowels, making her pure ahegao face go bug-eyed as she was shocked out of cock-shock, ironically with more cock. Jaune’s hips pressed and dug into the squish of her ass-meat in order to get every last millimeter of available cock length inside her, the surprisingly soft sheets cradling his spasming balls as he pumped her full of cum.

Maria felt herself get raised up, lifted off her back and off the bed. Her legs were given a small amount of relief from their folded-up position, but her ass feeling tighter around his cock without the hole-opening trait of the mating press position, “Do you like getting fucked against the wall, Maria?” Jaune asked in a deep, husky voice.

Maria nodded her head enthusiastically, remembering that he was supposed to be learning about her wants, and she was filled with joy at how _generous_ he was, pressing her hot, sweaty back against the cold, wooden wall. She was completely impressed by his maneuverability and footwork, able to move her to fresh spots on the wall as a form of temperature-play, which she helped out with by using her maiden powers.

Jaune was surprised when a sheet of ice suddenly formed on the wall behind Maria, but soon he felt the advantage, a new method of fucking as Maria’s body heat melted a bit of the ice and his thrusting up into her tight, stretched ass making her bounce up and down. The incredible chill of the ice on her front was counted by the incredible heat of Jaune’s muscular body pressing into her, his strong, heating aura providing a swirl of temperatures inside her.

At first, the mature woman thought a tornado was forming inside her from the swirling temperatures and the aeration of all her gasping and moaning. Pressure built up, and at first she thought she might puke from how it felt as it spread through her guts. Fortunately, it instead was released in a massive orgasm that was full of shudders, shivers, screams, and all sorts of spasms and flexes of her muscles. The myriad of small and large movements accidentally pushed her body forwards, forcing the pair away from the wall and nearly making Jaune fall over, but for her sake he powered through and got his footing, his body powering up a bit more.

Their lips locked in a sloppy series of searing-hot kisses, as Jaune’s grip loosened on her a bit due to how slick her sweaty body had become, causing her to bounce uncontrollably. The icy alignment of Maria’s powers allowed her to remedy the situation, a soothingly cold wind blowing over her whole body, freezing and dismissing her sweat, then Jaune’s sweat, as nipples hardened, skin grew taut, and for her blonde stud, his large balls tightened up in their sack.

Despite what normally would happen, his lust and arousal decreasing in such cold, Jaune felt his it increase instead, as he felt like his balls had tightened from an orgasm he didn’t realize he had reached, and that increased churn and pressure in his balls had his endurance toward his next orgasm severely reduced. 

Bouncing the tight, thick latina on his cock like he liked, and like he knew she liked as well, Jaune’s sexual instincts told him to go harder, and with his increased grip he held her in place, bouncing her jiggly soft asscheeks with the force of his cock-strikes inside of her, instead of her whole body.

With her lips free, Maria begged her _darling_ to cum inside her again, and to her surprise he complied almost immediately, her fourth repetition of that riling-up word being choked by a sudden scream of pleasure as a second assault of cum-blasts filled her ass further. She kissed her _darling_ as he kept going, hardly able to keep still as he started _really_ emptying out his stress, somehow getting even more into the rhythm of the act.

Another new trick for the mature bitch, Jaune removed his cock entirely from her now gaping ass, making her pout and whine, begging for him to put it back in. He turned her away from him, and for a moment she thought he would drop her on the floor, “NooooOOOoOOoOO~! Don’t drop me! Keep me! Fuck me, darling! Fuck my fat ass! Don’t stop! Darliiiiiiiing~!” she couldn’t even muster the coherence to feel like she had lost her mind, she was that far gone in this insanely powerful passion.

Jaune grunted and shoved his cock back inside her, “C-calm down, Maria! I’m not going to drop you! Just stay still, or I’ll fall! This is a new position, it’s called, uh, Fuck Nelson.” he couldn’t remember the name exactly, but he knew the position, as his enhanced speed allowed him to bounce her up and hook his arms under her knees, his hands meeting on the back of her head as he pushed up her breasts, “I need you to stop screaming so loud! Give yourself some love and suck your own tits while I fuck you!” his confidence had hit a fever pitch, as he commanded and she obeyed, and thanks to the mirror on the open bathroom door, he could get a good look at her as she slurped her dark nipples and accepted his assfucking with no issue anymore, the inside of her asshole reforged to the shape of his cock.

Maria nearly released her jiggling jugs as a new orgasm hit, but this one had hit different, as with her new position, Jaune’s thick, viscous cum had been slowly oozing back down her stretched pussy. Now, with this orgasm hitting, she swore she felt like a male even despite having her mouth full of her own beautiful tits. She shot hot, thick cum out of herself almost like it was her own, potential children wasted as she jizzed all over the floor under her, her prostate stimulation making her know she was the sub in this situation.

As quickly as that line of thought started, it stopped as she remembered herself. Shocked at how the pleasure Jaune was giving her was inducing such deep and visceral disorientation, she gasped and released her spit-soaked nipples when she felt Jaune cumming inside her a third time, unsure how long it had been since they started here.

However, she squinted and squeezed her eyes at a sudden harsh light, then heard a squeaky metal sound. Soon, a moist, lukewarm towel was gently wiping her face, neck, breasts, stomach, and every other part of her clean. She wasn’t sure if she was actually being cleaned all over by Jaune’s big, strong, but gentle hands, or she was just imagining it more because it felt so good, but she didn’t care. In her current state, reality and imagination were intertwined, as she nearly felt like this was all a dream, from how perfect it felt.

Suddenly, her eyes opened as she was suddenly sitting up on Jaune’s cock, looking to see that he was smiling gently up at her, having been put in cowgirl position, before being slowly pulled down tits-first by his hands gently squeezing and groping her massive mammaries, “I’m getting pretty tired, and you looked like you were so drained, but could still use some cleaning from all the sweating.” his words weren’t entirely coherent from his sexual exhaustion, but he did his best, “Thing is… I think I still have one more round in me, and I don’t want to waste this last bit of energy by stopping now, so I figured… I don’t want to drop you or crush you, so I’ll let you be on top here, since you’re not that heavy, and I can give you one last… uh, well… one last love made.” he gave a soft, gentle laugh as he kissed her soft lips, “Let’s do it like this, like lovers, and then we can go right to sleep.” he gently squeezed her left breast and felt her heartbeat ringing through it like a soft bronze bell, then started more gently thrusting up into her.

Feeling almost excruciating pleasure from the long, slow strokes her lover was using, Maria panted into the kiss, her nose nearly steaming from the warmth of the breaths. Their auras seemed to glow together, mixing their colors and shines into a warm blizzard of pale blue bits of snow, while their crotches gently mashed together in cum-stained blissful connection. In the new position, more cum couldn’t ooze out of Maria’s pussy to be ejected by her spasming muscles, so the gaping, recovering hole was just leaking its own juices onto his neatly-trimmed pubes. 

Meanwhile, her ass was being slowly pumped like a water well, except instead of pumping to extract, Jaune’s cock was pumping her to _fill_ her with more of his viscous, life-giving ‘water’. It was a shame that so much potent cum was being wasted where it could never fulfill its purpose, but neither of the impassioned lovers could bother worrying over it, instead just relishing this moment for as long as possible.

After what felt like hours, but at the same time far too short a time, Jaune gave one last hard thrust, and Maria met it perfectly, both of them able to tell the other was cumming, and both of them moaning into each other’s mouths as their tongues danced and their fluids shot, Maria glossing Jaune’s pubes in squirts of her clear-coat juices, while one last barrage of semen white-washed Maria’s anal depths, coming out as big, heavy globs that lazily oozed deeper into her to make room for the next glob, as though his multiple orgasms had led to thicker cum, not thinner. 

Neither of them knew if they had passed out in the middle or at the end of their orgasms, or if they’d stayed awake for anywhere from a few seconds to a few minutes just softly, sensually making out before drifting off to a peaceful sleep, but they knew that a warm, comfortable darkness overtook them.

\---

Jaune awoke with a start, feeling a soft, light thump on his ‘head’, “Wake up Tall, Blonde, and Handsome~.” the words pierced the half-asleep haze he was in.

Smacking his lips a couple times to get them ready to make words, Jaune replied, “Maria, what the hell?” his aura flashed over his body as he took a deep breath, moaning as he was invigorated to a mostly-functioning state by the energizing effect of his semblance.

The mature, curvaceous woman snorted comedically and prepared to continue the blowjob she was giving the boy, when his soft blue eyes popped open, locking onto the sultry gray irises of her real eyes, and his hand moved down to gently grab her head and push her down to continue, but she deflected his cock and spoke while nuzzling it, “You took fifteen minutes to wake up while I was sucking you off, when last night you nearly flailed out of bed when I first touched you.” she said in a soft, yet slightly laughing tone as she swirled her tongue around the fat head of his cock.

Jaune let out a sigh and sat up, “Have you forgotten that last night _after_ that rude awakening, we had a little spar, then a conversation with a lot of revelations, that ended in…” he swallowed thickly, shuddering a bit, “So amazing…” he sighed as he felt the slight chill of the poorly insulated room on his arms and chest, but his legs were warm, warmer than they should have been for being just as exposed as his upper body. It felt like a large amount of warmth had pooled in his lower body, centered around-

“Darling’s cock~!” Maria cried as his pillar of fuckmeat suddenly flexed and erupted, filling her mouth multiple times over with hot, thick cum, “Mmmmmmm~...” she moaned softly as she swallowed every last drop with masterful oral ministrations, “Delicious~...” she looked into his eyes, then looked away, “Ah, right, sorry for saying that so suddenly.” she showed a bit of shame for once.

Jaune sighed and smiled down at the mocha-skinned beauty, “What do you have to feel sorry for? That was amazing. Last night was _perfect_. I couldn’t imagine a better way to lose my virginity.”

Maria went wide-eyed, “Wait, you were _actually_ a virgin?” she looked even more ashamed, “I… I can’t believe I stole your first time. I’m sorry, Jaune.”

The blonde shook his head softly, grabbing the woman by her sides and lifting her up into a tight hug, “You didn’t steal anything. I willingly gave you my virginity, Maria. I don’t regret that decision in the slightest.” it was his turn again to look unsure, “Do you regret last night?”

The silver-haired beauty shuddered softly, “No, gods no, not at all. I think it actually was the best night of my life. Certainly one I won’t ever forget.” she looked up at him and smiled happily, then the two shared a kiss. When it broke, Maria sat up more, “I’m glad I chose to do that with you.”

Jaune sighed softly as Maria got off of him, surprised at how she seemed empty of his cum, “When did you wake up?” his eyes were fixated on her once-again flat stomach.

Maria hummed as she thought, “About twenty minutes now. It’s still early, early enough that your friends are very likely still asleep, so we can get back and it’ll look to them like we never left.” she sighed heavily, hanging her head and mumbling something under her breath.

Jaune sat up more, “What was that?” he tilted her head up to look her in the eyes again.

Maria sighed again, “It’s a shame to end this so soon, but it’s ironic that I feel that because usually I’m the one to end it, since normally I’m long gone by now.” she got up and stood beside the bed.

Jaune got up as well, standing next to her, his relaxed, now-limp cock hanging between his legs as he gave her a soft hug, “Hey, what’s wrong?” he asked softly.

The older woman turned her body and hugged him tightly, breathing in his scent, “We shouldn’t do this again. I’m old, a charity case and a charity, seducing random men to fuck my pitiful holes. You, Jaune, you’re something special, a truly good and pure-hearted man. You deserve a clean, young, innocent girl, like my fellow silver-eyes, not some old hag in the body of a whore.”

Jaune suddenly smacked the woman’s thick, perky ass, lifting her and her leg up and kissing her deeply with his tongue, despite the tiny bits of semen still in her mouth, shocking her out of her self-deprecating reverie, “You are NOT old, you are NOT pitiful, and you are NOT a hag, Maria. You might be a whore, but I won’t judge you for that. You… you can’t hate yourself because of something you can’t control.” 

Maria felt warmth bubble up in her chest, and a threatened panic weep in her pussy as she feared her might choose to fuck the lesson into her.

Thankfully, that was not the knight’s intention, but he _did_ want to show her how far he was willing to go, “Listen to me. You are wise, beautiful, charming, and even kinda funny. You are an amazing woman, and I am beyond happy to have had the chance to spend the night with you.” he kissed her again, trying to express his sincerity through the force of his lips.

It seemed to work, and when the kiss broke Maria was smiling dreamily, “You really are something else, boy-, young man-, no, just… man. Stud, lover, you’re a hell of a package.” she sighed and pressed her head against his chest, “Still, though, you can’t deny that you should be going for a girl your age. I’m literally four times older than you. You should be looking at someone like my fellow silver-eyes, or her sister, or the faunus, or that white-haired girl, you seemed to like her.”

Jaune gave a soft, dismissive laugh, “Ruby’s my best friend and I don’t want to make it awkward, Yang I’m pretty sure isn’t into guys and is into Blake, which is the faunus, and Weiss is a burned bridge so old the ashes have been cold for a long time, and I don’t want to stir them by trying again… besides, Maria...” he trailed off as a husky chuckle dripped from his lips like warm honey, “Why would I want an innocent, skinny puppy…” he then grabbed her left breast in one hand, and her right asscheek in the other, pulling her up so their lips were hardly two inches apart, “... when I could have an experienced, voluptuous bitch?”

Maria felt her heart light ablaze with joy as another kiss crashed into her lips, and when it was released only a few seconds later, it had taken her breath away, “You seriously want me again?”

Jaune gave her a squeeze both up top and down below, “Yes, I do. You’re amazing, and really something special yourself, Maria. Plus, and I apologize if this is annoyingly bold, but… I think I can make it to where you don’t have to be a drifter whoring yourself out to random men, by giving you great sex on the regular. If you give me a chance, I’ll do my best to make you happy.”

Words escaped the shocked woman’s mind for a long moment, before she finally managed to blurt out, “I accept!” she kissed him again, sounds once again making sense to the linguistic part of her mind, “The life of a drifter is aimless and cold, but if you and your group are going to gather the maidens to take down Salem, then that gives me purpose, and your body and aura are plenty warm enough to stave off the cold.” she smiled widely, almost whimsically, “So if you really want an ol-.” she caught herself and took a moment to breathe, “An experienced, voluptuous bitch, and you think you can handle me, then I’ll stay with you, and…” she closed her eyes and sighed softly, “I’ll even call you ‘darling’ for real.” 

The knight felt _his_ heart light ablaze with joy, and he answered by hugging the dark-skinned beauty, _his_ dark-skinned, beautiful _girlfriend_ , as tightly as he could without hurting her.

After a few minutes of the peaceful embrace, Maria tapped on his cheek, “Come on, then, _darling~_ , we need to get dressed and get back to the house before anyone knows we were gone.” she hesitantly stepped away from him, but still felt the warmth of his embrace as she went to get her discarded clothes and put them on.

As Jaune put his clothes back on, he watched as Maria first put on her booty-shorts and ‘Fuck My Ass’ shirt, then put on a coat over that, then her normal deep blue outerwear, and finally her poncho. She noticed his staring, and looked at him, her eyes asking him to speak his mind, “Have you seriously been wearing that shirt and those shorts under your clothes this entire time?”

Maria giggled and summoned up the snowy sparkles of her Winter Maiden magic, “Yes, yes I have.” in a flourish of magical light, she turned back to her old hunched form, and lifted up her shirt, showing the scrunched, shrunken ‘Fuck My Ass’ shirt to him.

Jaune hummed, then cleared his throat, “Do you mind walking with me in your real body, at least until we get back to my sister’s house? We can circle to the backyard and if anyone’s awake we can just pretend that I was training and you were watching, and if not then we can get inside and make it seem like we never left.”

Maria giggled and returned to her true form, pocketing her goggles, “Maybe you kids nowadays being so smart and skeptical isn’t such a bad thing.” she walked over while putting her cane in a secret holding loop on her back, and gently grabbed his hand, “Let’s share a romantic walk, then, darling.” she kissed his cheek as they went to the door, then she stopped and pulled Jaune back, “Wait a second.” she had her eyes closed and her senses active, then a few seconds later she burst forward, “Now, quick!” they darted out the door and away from it, Jaune spotting a security-looking person walking in the opposite direction they were going.

When they were out of the way of suspicion, they shared a playful laugh, followed by a brief kiss, and began walking together back to the Cotta-Arc household.

Maria felt entirely warm, despite the cold winter air and late sunrise at this latitude, and she hazarded a guess that it wasn’t her winter maiden powers making her immune by reflex. Despite everything she’d been through, she felt like she could relax and be happy with Jaune.

_Her darling._


End file.
